Earn Out Payables definition

Earn Out Payables means, collectively, (i) those payments required to be made by LTN Staffing pursuant to Section 1.6 of the JNA Purchase Agreement, (ii) those payments required to be made by BG Staffing pursuant to Section 1.6 of the Extrinsic Purchase Agreement, (iii) those payments required to be made by BG Staffing pursuant to Section 1.6 of the API Purchase Agreement, and (iv) those payments required to be made by LTN Staffing pursuant to Section 1.6 of the InStaff Purchase Agreement.
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Earn Out Payables means, collectively, (i) those payments required to be made by BG Staffing, Inc. pursuant to Section 1.6 of the JNA Purchase Agreement, (ii) those payments required to be made by BG Staffing, LLC pursuant to Section 1.6 of the Extrinsic Purchase Agreement, (iii) those payments required to be made by BG Staffing, LLC pursuant to Section 1.6 of the API Purchase Agreement, (iv) those payments required to be made by BG Staffing, Inc. pursuant to Section 1.6 of the InStaff Purchase Agreement, and (v) those payments required to be made by BG Finance pursuant to Section 1.6 of the D&W Purchase Agreement.
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Examples of Earn Out Payables in a sentence

  • Each Borrower hereby represents and warrants that it has not entered into any earn out offset arrangements or agreements or any similar arrangements or agreements with respect to any Earn Out Payables or Earn Out Payments and hereby covenants and agrees that it shall not at any time enter into any earn out offset arrangements or agreements or any similar arrangements or agreements with respect to any Earn Out Payables or Earn Out Payments without the prior written consent of Lender.

Related to Earn Out Payables

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Earn-Out means any bona fide contingent obligation to make “earn-out” payments to one or more prior owners of any Person, business or division, the capital stock of which, or all or substantially all of the assets of which, have been acquired by the Borrower or any of its Subsidiaries, which “earn-out” payment obligation is contingent upon, or varies in amount based upon, the performance of the Person or of the assets so acquired, as such performance is measured by one or more financial, business or other performance criteria.

  • Earn-Outs means unsecured liabilities of a Loan Party arising under an agreement to make any deferred payment as a part of the Purchase Price for a Permitted Acquisition, including performance bonuses or consulting payments in any related services, employment or similar agreement, in an amount that is subject to or contingent upon the revenues, income, cash flow or profits (or the like) of the target of such Permitted Acquisition.

  • Earn-Out Period has the meaning set forth in Section 2.6.1.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earnout has the meaning set forth in Section 2.9(a).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).

  • Earnout Period has the meaning set forth in Section 2.5(a)(iii).

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Earnout Amount has the meaning set forth in Section 2.7(a).

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Closing Indebtedness Amount means, as of immediately prior to the Effective Time, the aggregate amount of Indebtedness of the Company, including all accrued and unpaid interest, prepayment penalties or fees, and other unpaid fees and expenses payable in respect of such Indebtedness through the Effective Time.

  • Annualized Consolidated EBITDA means, for any quarter, the product of Consolidated EBITDA for such period of time multiplied by four (4).

  • Capitalization Reimbursement Amount As to any Distribution Date, the amount of Advances or Servicing Advances that were added to the Stated Principal Balance of the related Mortgage Loans during the prior calendar month and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date pursuant to Section 3.10(a)(vii), plus the Capitalization Reimbursement Shortfall Amount remaining unreimbursed from any prior Distribution Date and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date.

  • Maximum Settlement Amount means $500,000,000 as amended or modified in accordance with Appendix E.

  • Adjusted Consolidated EBITDA means, with respect to the Borrower and the Subsidiaries on a consolidated basis for any period, the Consolidated Net Income of the Borrower and the Subsidiaries for such period plus

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Deferred Revenue is all amounts received or invoiced in advance of performance under contracts and not yet recognized as revenue.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).